AFARI – Institutional Non-Circumvention Non-Disclosure Agreement (NCND)

AFARI Innovators LLC facilitates access to private investment opportunities, development partnerships, and capital structuring solutions. All information shared is proprietary and protected under this NCND.

MUTUAL NON-DISCLOSURE AND NON-CIRCUMVENTION AGREEMENT (NCND)

1. Purpose: This Agreement governs the mutual evaluation of real estate investments, development partnerships, financing structures, and strategic transactions facilitated by AFARI Innovators LLC ("AFARI") and the signing party.

2. Definition of Confidential Information: Includes, but is not limited to, financial models, investor decks, pro formas, development plans, investor and lender contacts, deal structures, projections, and project documents disclosed by either party.

3. Permitted Use and Obligations: Both parties agree to protect each other's confidential information, share it only with authorized representatives (such as attorneys, accountants, advisors, investors, or financing sources) who need to know, and prevent misuse or unauthorized disclosure.

4. Mutual Non-Circumvention: Both parties agree not to bypass or interfere with the other party’s relationships with introduced investors, lenders, developers, sponsors, or strategic partners without prior written consent.

5. Success Fee Protection: AFARI is entitled to a customary placement or advisory fee if a transaction results from introductions or information provided by AFARI.

6. Liquidated Damages: Circumvention will result in damages equal to 12% of the transaction value or the customary success fee, whichever is greater.

7. Duration: Confidentiality and non-circumvention obligations last for five (5) years from the date of this agreement.

8. Governing Law: This Agreement will be governed primarily by the laws of the State of Florida, while also recognizing and applying the applicable laws of the counterparty’s state where required. Disputes may be enforced under Florida law and, where applicable, under the laws of the counterparty’s state jurisdiction to ensure mutual enforceability between both parties.